Fractional Share Cash-Out Price Based on C$0.13 Per Current Common Share Held; Voluntary Delisting from Toronto Stock Exchange Pending
TORONTO, Oct. 23, 2013 /CNW/ - New Dawn Mining Corp. (TSX: ND) ("New Dawn" or the "Company"), a junior gold mining company operating in Zimbabwe, announced that it
has filed on SEDAR and is in the process of mailing the Management
Information Circular for its previously announced Special Meeting of
Shareholders scheduled for November 19, 2013. As previously disclosed,
the record date for the Special Meeting of Shareholders was set as
October 1, 2013.
The Special Meeting of Shareholders is being held to consider and, if
thought advisable, approve special resolutions (the "Proposals")
authorizing the Company to implement each of the following actions on a
the consolidation of the common shares of the Company on the basis of 1
post-consolidation share for each 100,000 common shares currently held.
the continuance of the Company to the jurisdiction of the Cayman
In conjunction with the share consolidation, each shareholder of the
Company holding a post-consolidation fractional common share will be
entitled to receive a payment for that fractional share calculated on
the basis of C$0.13 for each common share held immediately prior to the
consolidation. Such payment will be without interest and will be made
upon application to the Company's transfer agent, consistent with the
instructions included in the Management Information Circular.
The cash payout price was determined based on various factors, including
a valuation of the common shares of the Company prepared by MPA
Morrison Park Advisors Inc., an independent investment bank. The
Management Information Circular includes a full discussion of the
valuation assumptions and process, as well as other factors that the
Directors considered in determining the amount of the cash payout price
for the post consolidation fractional common shares. The Management
Information Circular also includes a complete copy of the valuation
The Company has also applied to voluntarily delist its common shares
from the Toronto Stock Exchange, and expects the delisting to be
effective on November 20, 2013.
Additional information regarding the matters discussed herein is
provided in the Management Information Circular being mailed to
shareholders, which is now available on the Company's web-site at www.newdawnmining.com and in the Company's filings on SEDAR at www.sedar.com.
The Toronto Stock Exchange has not reviewed and does not accept
responsibility for the adequacy or the accuracy of this release.
Special Note Regarding Forward-Looking Statements: Certain statements
included or incorporated by reference in this news release, including
information as to the future financial or operating performance of the
Company, its subsidiaries and its projects, constitute forward-looking
statements. The words "believe," "expect," "anticipate,"
"contemplate," "target," "plan," "intends," "continue," "budget,"
"estimate," "may," "schedule" and similar expressions identify
forward-looking statements. Forward-looking statements include, among
other things, statements regarding targets, estimates and assumptions
in respect of gold production and prices, operating costs, results and
capital expenditures, mineral reserves and mineral resources and
anticipated grades and recovery rates. Forward-looking statements are
necessarily based upon a number of estimates and assumptions that,
while considered reasonable by the Company, are inherently subject to
significant business, economic, competitive, political and social
uncertainties and contingencies. Many factors could cause the
Company's actual results to differ materially from those expressed or
implied in any forward-looking statements made by, or on behalf of, the
Company. Such factors include, among others, risks relating to reserve
and resource estimates, gold prices, exploration, development and
operating risks, political and foreign risk, uninsurable risks,
competition, limited mining operations, production risks, environmental
regulation and liability, government regulation, currency fluctuations,
recent losses and write-downs and dependence on key employees. See
"Risk Factors" in the Company's Management's Discussion and Analysis -
2012. Due to risks and uncertainties, including the risks and
uncertainties identified above, actual events may differ materially
from current expectations. Investors are cautioned that
forward-looking statements are not guarantees of future performance
and, accordingly, investors are cautioned not to put undue reliance on
forward-looking statements due to the inherent uncertainty therein.
Forward-looking statements are made as of the date of this press
release and the Company disclaims any intent or obligation to update
publicly such forward-looking statements, whether as a result of new
information, future events or results or otherwise.
SOURCE: New Dawn Mining Corp.
For further information:
New Dawn investor relations can be contacted as follows:
Telephone: +1 416.585.7890 x 230
Visit New Dawn on the internet: www.newdawnmining.com